Compliance with Contracts and Laws Sample Clauses

Compliance with Contracts and Laws. From the date hereof to the Closing Date, Sellers shall keep in full force and effect and shall comply in all material respects with all Franchises, Authorities and material Contracts to which it is a party or by which it or the Assets may be bound or affected and which are material to the Businesses.
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Compliance with Contracts and Laws. Comply with its charter, By-Laws or other governing document, all material contractual requirements by which it or any of its properties may be bound and all applicable laws, rules, regulations licenses, permits, approvals and orders of any federal, state or local governmental authority applicable to it (including, without limitation, ERISA and those relating to environmental protection and health and safety) other than contractual requirements or laws, rules or regulations the failure to comply with which cannot reasonably be expected to have a Material Adverse Effect.
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Compliance with Contracts and Laws. Central shall comply in all material respects with all contractual obligations and Legal Requirements applicable or relating to its ownership and operation of the System.
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Compliance with Contracts and Laws. (a) Seller shall keep in full force and effect (except to the extent that actions are effected by third parties beyond the reasonable control of Seller) and comply in all material respects with all existing Franchises, Authorities, Real Property and Assumed Contracts. Seller shall fulfill all outstanding commitments under Franchises identified in Exhibit 6.14 which are required to be fulfilled on or prior to the Closing Date.
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Compliance with Contracts and Laws. Seller shall comply in all material respects with the Assumed Contracts and Assumed Liabilities. Seller shall comply with all laws applicable or relating to its ownership and operation of the Business, except where such failure to comply would not reasonably be expected to have a Material Adverse Effect, taken as a whole.
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Compliance with Contracts and Laws. Each Material Agreement to which the Parent or any of its Subsidiaries is a party or by which the Parent or any of its Subsidiaries or any of their respective properties or assets is bound is valid, binding and enforceable on the Parent and any of its Subsidiaries to the extent such Person is a party thereto, as applicable, and is in full force and effect, except where the failure to be valid, binding or in full force and effect, would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. Neither the Parent nor any of its Subsidiaries is in default in the performance or observance of any obligation, agreement, covenant or condition contained in any Material Agreement to which it is a party or by which it or any of its properties or assets may be bound except: (i) as disclosed in the Public Disclosure Documents; or (ii) such default which would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. The Parent and each of its Subsidiaries are and have been in compliance with, and are conducting and have conducted their businesses in compliance with, all applicable Laws, except as would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. The Parent and each of its Subsidiaries are, and have been, in compliance with all Laws that are applicable to the Parent or any of its Subsidiaries, except as would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. The Parent and each of its Subsidiaries hold all licenses, franchises, permits, certificates, approvals and authorizations from Governmental Entities (“Permits”) necessary for the lawful conduct of their respective businesses or for the ownership and use of their assets in compliance with all Laws, including the real estate brokerage Permits except which would not, individually or in the aggregate, reasonably be expected to be material to the business of the Parent or its Subsidiaries. Each Permit is valid, subsisting and in good standing, none of the Parent or any of its Subsidiaries is in default or breach of any Permit and, no proceeding is pending or, to the knowledge of the Parent or any of its Subsidiaries, threatened to revoke or limit any Permit except which would not, individually or in the aggregate, reasonably be expected to be material to the business of the Parent or its Subsidiaries. All Permits are renewable by their terms or...
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Compliance with Contracts and Laws. Each Contract to which the Issuer or any of its Subsidiaries is a party or by which the Issuer or any of its Subsidiaries or any of their respective properties or assets is bound is valid, binding and enforceable on the Issuer and any of its Subsidiaries to the extent such Person is a party thereto, as applicable, and to the knowledge of the Issuer, is in full force and effect, except where the failure to be valid, binding or in full force and effect, would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. Neither the Issuer nor any of its Subsidiaries is in default in the performance or observance of any obligation, agreement, covenant or condition contained in any material Contract to which it is a party or by which it or any of its properties or assets may be bound, except where such default which would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. The Issuer and each of its Subsidiaries are and have been in compliance with, in all material respects, and conduct their businesses in conformity in all material respects with all applicable Laws of each jurisdiction in which it carries on its business.
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Compliance with Contracts and Laws. (a) Parent and Company are not in violation of their respective Charter or Bylaws. Neither the ownership nor use of the Company's assets nor the conduct of the Company's business constitutes (i) a material default of or material breach of any contract to which either Parent or Company is a party or by which either of Parent or Company is bound; or (ii) a material violation of any Law, administrative order, arbitration award or judicial order or other similar restriction applicable to Parent or Company, or their assets.
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Related to Compliance with Contracts and Laws

  • Compliance with Contracts The Credit Parties are in compliance with, and have at all times complied with, each of the contractual obligations (including those under each Material Contract) owing by each of them to its customers, suppliers and other Persons. No contract or other Instrument to which a Credit Party is a party is in default nor has any counterparty thereto claimed or asserted a default or breach thereof.

  • Compliance with OFAC None of the Company and its Subsidiaries or, to the Company’s knowledge, any director, officer, agent, employee or affiliate of the Company and its Subsidiaries or any other person acting on behalf of the Company and its Subsidiaries, is currently subject to any U.S. sanctions administered by the Office of Foreign Assets Control of the U.S. Department of the Treasury (“OFAC”), and the Company will not, directly or indirectly, use the proceeds of the Offering hereunder, or lend, contribute or otherwise make available such proceeds to any subsidiary, joint venture partner or other person or entity, for the purpose of financing the activities of any person currently subject to any U.S. sanctions administered by OFAC.

  • Compliance with Local Laws Any resale of the Securities during the ‘distribution compliance period’ as defined in Rule 902(f) to Regulation S shall only be made in compliance with exemptions from registration afforded by Regulation S. Further, any such sale of the Securities in any jurisdiction outside of the United States will be made in compliance with the securities laws of such jurisdiction. The Investor will not offer to sell or sell the Securities in any jurisdiction unless the Investor obtains all required consents, if any.

  • Compliance with Agreements and Laws The Seller has all requisite licenses, permits and certificates, including environmental, health and safety permits, from federal, state and local authorities necessary to conduct its business and own and operate its assets (collectively, the "Permits"). Schedule 2.17 attached hereto sets forth a true, correct and complete list of all such Permits, copies of which have previously been delivered by the Seller to the Buyer. The Seller is not in violation of any law, regulation or ordinance (including, without limitation, laws, regulations or ordinances relating to building, zoning, environmental, disposal of hazardous substances, land use or similar matters) relating to its properties, the violation of which could have a material adverse effect on the Seller or its properties. The business of the Seller does not violate, in any material respect, any federal, state, local or foreign laws, regulations or orders (including, but not limited to, any of the foregoing relating to employment discrimination, occupational safety, environmental protection, hazardous waste (as defined in the Resource Conservation and Recovery Act, as amended, and the regulations adopted pursuant thereto), conservation, or corrupt practices, the enforcement of which would have a material and adverse effect on the results of operations, condition (financial or otherwise), assets, properties, business or prospects of the Seller. Except as set forth on Schedule 2.17 attached hereto, the Seller has not since January 1, 1993 received any notice or communication from any federal, state or local governmental or regulatory authority or otherwise of any such violation or noncompliance.

  • Compliance with Obligations Buyer must have performed and complied with all its covenants and obligations required by this Agreement to be performed or complied with at or prior to Closing (singularly and in the aggregate) in all material respects.

  • Compliance with Orders The Company is not in violation of any material judgment, decree, or order of any court, arbitrator or other governmental authority.

  • Compliance with Other Instruments and Laws The execution and delivery of this Agreement, and the Purchaser Related Agreements, and the consummation of the transactions contemplated hereby and thereby, will not conflict with or result in any violation or default under any provision of the Certificate of Incorporation or Bylaws of Parent or Purchaser, or of any material mortgage, indenture, trust, lease, agreement or other instrument, permit, concession, grant, franchise, license, judgment, order, decree, statute, law, ordinance, rule or regulation applicable to Parent or Purchaser or any of their respective properties, the result of which (either individually or in the aggregate) will prevent or materially delay the consummation of the transactions contemplated hereby.

  • Compliance with Agreements and Law Each Restricted Person will perform all material obligations it is required to perform under the terms of each indenture, mortgage, deed of trust, security agreement, lease, and franchise, and each material agreement, contract or other instrument or obligation to which it is a party or by which it or any of its properties is bound. Each Restricted Person will conduct its business and affairs in compliance with all Laws applicable thereto.

  • Compliance with Material Contracts Each Credit Party shall, and shall cause each of its Subsidiaries to, perform and observe all the material terms and provisions of each Material Contract to be performed or observed by it, maintain each such Material Contract in full force and effect, enforce each such Material Contract in accordance with its terms, take all such action to such end as may be from time to time reasonably requested by the Administrative Agent and, upon the reasonable request of the Administrative Agent, make to each other party to each such Material Contract such demands and requests for information and reports or for action as any Credit Party is entitled to make under such Material Contract.

  • Compliance with Material Agreements Borrower shall, and shall cause each of its Subsidiaries to, comply in all material respects with all Senior Documents, material agreements, indentures, mortgages or documents binding on it or affecting its properties or business.

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